Director/PDMR Shareholding

Smith & Nephew Plc
27 June 2007


NOTIFICATION OF TRANSACTIONS OF DIRECTORS, PERSONS DISCHARGING MANAGERIAL
RESPONSIBILITY OR CONNECTED PERSONS

This form is intended for use by an issuer to make a RIS notification required
by DR 3.1.4R(1).


(1)  An issuer making a notification in respect of a transaction relating to the 
     shares or debentures of the issuer should complete boxes 1 to 16, 23 and 
     24.

(2)  An issuer making a notification in respect of a derivative relating to the 
     shares of the issuer should complete boxes 1 to 4, 6, 8, 13, 14, 16, 23 and 
     24.

(3)  An issuer making a notification in respect of options granted to a director
     /person discharging managerial responsibilities should complete boxes 1 to 
     3 and 17 to 24.
     
(4)  An issuer making a notification in respect of a financial instrument 
     relating to the shares of the issuer (other than a debenture) should 
     complete boxes 1 to 4, 6, 8, 9, 11, 13, 14, 16, 23 and 24.




Please complete all relevant boxes should in block capital letters.



1. Name of the issuer



Smith & Nephew plc



2. State whether the notification relates to (i) a transaction notified in
accordance with DR 3.1.4R(1)(a); or

(ii) DR 3.1.4(R)(1)(b) a disclosure made in accordance with section 324 (as
extended by section 328) of the Companies Act 1985; or

(iii) both (i) and (ii)



(iii) both (i) and (ii)



3. Name of person discharging managerial responsibilities/director



David Illingworth



4. State whether notification relates to a person connected with a person
discharging managerial responsibilities/director named in 3 and identify the
connected person



N/A...... ..............................



5. Indicate whether the notification is in respect of a holding of the person
referred to in 3 or 4 above or in respect of a non-beneficial interest



David Illingworth....................................



6. Description of shares (including class), debentures or derivatives or
financial instruments relating to shares



American Depositary Receipts ....................................



7. Name of registered shareholders(s) and, if more than one, the number of
shares held by each of them



The Bank of New York....................................



8 State the nature of the transaction



Acquisition and sale of ADRs following vesting of awards made under 2004
Co-Investment Plan



9. Number of shares, debentures or financial instruments relating to shares
acquired



2,506 ADRs ....................................



10. Percentage of issued class acquired (treasury shares of that class should
not be taken into account when calculating percentage)



Less than 0.01 %....................................



11. Number of shares, debentures or financial instruments relating to shares
disposed



902 ADRs....................................



12. Percentage of issued class disposed (treasury shares of that class should
not be taken into account when calculating percentage)



Less than 0.01 %....................................



13. Price per share or value of transaction



US$61.28....................................



14. Date and place of transaction



19 June 2007....................................



15. Total holding following notification and total percentage holding following
notification (any treasury shares should not be taken into account when
calculating percentage)



147,215 Ordinary Shares of US$0.20 each. (29,443 ADSs). Less than 0.01 %......
...............



16. Date issuer informed of transaction



26 June 2007



If a person discharging managerial responsibilities has been granted options by
the issuer complete the following boxes



17 Date of grant





18. Period during which or date on which it can be exercised





19. Total amount paid (if any) for grant of the option





20. Description of shares or debentures involved (class and number)





21. Exercise price (if fixed at time of grant) or indication that price is to be
fixed at the time of exercise





22. Total number of shares or debentures over which options held following
notification





23. Any additional information

This acquisition and sale relates to the vesting of the Bonus Shares and
Matching Shares that were awarded on 19 May 2004 under the 2004 Co-Investment
Plan.

One ADR represents five ordinary shares of US 20 cents each.



24. Name of contact and telephone number for queries



Phil Higgins -Assistant Company Secretary - 020 7960 2228



Name and signature of duly authorised officer of issuer responsible for making
notification



Phil Higgins Assistant Company Secretary



Date of notification



27 June 2007

END


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